EVOA EVO Transportation and Energy Services Inc (CE)

FORM 12b-25

SEC FILE NUMBER

000-54218

NOTIFICATION OF LATE FILING

CUSIP NUMBER

26928L 107

(Check One)

☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q

☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR

For Period Ended: March 31, 2022

☐ Transition Report on Form 10-K

☐ Transition Report on Form 20-F

☐ Transition Report on Form 11-K

☐ Transition Report on Form 10-Q

☐ Transition Report on Form N-SAR

For the Transition Period Ended:

Read Instruction (on back page) Before Preparing Form. Please Print or Type.

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:

PART I — REGISTRANT INFORMATION

EVO Transportation & Energy Services, Inc.

Full Name of Registrant

Former Name if Applicable

2075 W Pinnacle Peak Rd. Suite 130

Address of Principal Executive Office (Street and Number)

Phoenix, Arizona 85027

City, State and Zip Code

(1)

Name and telephone number of person to contact in regard to this notification

Thomas J. Abood

480

591-4393

(Name)

(Area Code)

(Telephone Number)

(2)

Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).

Yes ☐  No ☒

(3)

Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?

Yes ☒  No ☐

If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

Management anticipates significant changes in our results of operations from the three-month period ended March 31, 2021 to the three-month period ended March 31, 2022, which is the period covered by the subject report. The reasons for the significant changes are: (a) we received settlement and contract adjustment payments of approximately $28.4 million in the first quarter of 2021, (b) we entered into a settlement agreement and note purchase agreements in the first and second quarter of 2021 pursuant to which we purchased approximately $3.5 million of previously outstanding convertible promissory notes, (c) we were awarded numerous additional contracts in the second and third quarters of 2021, (d) our $10.0 million loan under the Paycheck Protection Program was forgiven by the United States Small Business Administration in the third quarter of 2021, (e) we voluntarily terminated certain contracts in the fourth quarter of 2021, and (f) we borrowed approximately $9.8 million in new loans in the first quarter of 2022. Accordingly, we anticipate our financial statements for the three-month period ended March 31, 2022 will reflect, among other things, significant decreases in revenue and net income. We are unable to provide a quantitative estimate of these or other amounts at this time because our financial statements remain subject to ongoing review by management and our auditors.

EVO Transportation & Energy Services, Inc.

(Name of Registrant as Specified in Charter)

Date

May 17, 2022

By.

/s/ Thomas J. Abood

Thomas J. Abood

Chief Executive Officer

(Principal Executive Officer)

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).